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                                                                Exhibit 10.3(a)

                             FIRST AMENDMENT TO THE
                        2002 ROYAL SONESTA LOAN AGREEMENT

     BE IT KNOWN, that on the days of March 2004, before us, the undersigned
Notaries Public duly commissioned and qualified, personally came and appeared:

     ROYAL SONESTA, INC., a Louisiana corporation having its principal place of
     business in New Orleans, Louisiana, TIN #72-0803191, herein represented by
     its undersigned officer, duly authorized and acting pursuant to resolutions
     of its Board of Directors, a certified copy of which is annexed hereto
     ("Borrower");

     and

     HIBERNIA NATIONAL BANK, a national banking association, organized and
     existing under the laws of the United States of America, and domiciled in
     the Parish of Orleans, State of Louisiana, with its principal office at 313
     Carondelet Street, New Orleans, Louisiana 70130, TIN #72-0210640,
     represented herein by its duly authorized undersigned officer ("Bank");

     and

     SONESTA INTERNATIONAL HOTELS CORPORATION, a New York corporation having its
     principal place of business in Boston, Massachusetts, TIN #135648107,
     herein represented by its undersigned officer, duly authorized and acting
     pursuant to resolutions of its Board of Directors ("Guarantor").

who covenant and agree that:

     WHEREAS, Borrower, Guarantor and Bank entered into the 2002 Royal Sonesta
Loan Agreement ("2002 Agreement") effective as of April 1, 2002,

     WHEREAS, Borrower, Guarantor and Bank desire to amend certain provisions of
the 2002 Agreement to provide that (i) the commitment to lend under the
Revolving Credit Loan is reduced in the aggregate principal amount at any one
time outstanding to $3,000,000, (ii) the expiration of the commitment shall be
February 28, 2005, (iii) Guarantor will no longer required to maintain a minimum
level of equity, and (iv) Guarantor is no longer restricted from paying
dividends.

     NOW, THEREFORE, in consideration of the mutual benefits received or to be
received by each of them, Borrower, Guarantor and Bank do hereby enter into this
First Amendment of the 2002 Agreement ("First Amendment") and covenant and agree
as follows:

     1.   Section 1.1 TERMS DEFINED ABOVE is hereby amended to read as follows:

          " As used in this 2002 Agreement, the terms "Borrower", "Bank",
          "Guarantor", "2002 Agreement", and "First Amendment" shall have the
          meanings indicated above."

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     2.   The following definitions in the Section 1.2 section entitled
"DEFINITIONS" are hereby amended to read as follows:

          "MAXIMUM REVOLVING CREDIT LOAN AMOUNT" shall mean the sum of Three
          Million and No/100 ($3,000,000.00) Dollars.

          "TERMINATION DATE" shall mean February 28, 2005.

     3.   Section 2.1 is hereby amended in its entirety to read as follows:

          SECTION 2.1   LOAN. Subject to the terms and conditions of this
          Agreement, and relying on the representations and warranties contained
          in this Agreement, and provided no Event of Default exists, Bank
          agrees to make, and Borrower agrees to accept the Revolving Credit
          Loan in the aggregate principal amount at any one time outstanding not
          to exceed Three Million and No/100 ($3,000,000.00) Dollars. Prior to
          the Termination Date, Borrower may utilize the Revolving Credit Loan
          by borrowing, repaying or prepaying, and re-borrowing such Revolving
          Credit Loan in whole or in part, all in accordance with the terms and
          conditions hereof. The Revolving Credit Loan outstanding on the
          Termination Date shall be repaid in full on that date.

     4.   Section 2.8 is hereby amended in its entirety to read as follows:

          SECTION 2.8   COMMITMENT FEE. In addition to the commitment fee of
          $2,500.00 ("Commitment Fee") which Borrower has paid Bank, Borrower
          shall pay Bank a fee of $1,000.00 for the First Amendment fee
          ("Amendment Fee").

     5.   Borrower and Guarantor hereby reaffirm represent, warrant and covenant
          to Bank that the representations and warranties set forth in Section 4
          remain true and in effect. In particular Borrower and Guarantor
          represent that the execution of the First Amendment is properly
          authorized and will not violate the Borrower's or the Guarantor's
          Articles of Incorporation or their Bylaws, or any contract, agreement,
          law, regulation, order, injunction, judgment, decree or writ to which
          Borrower or Guarantor is subject, or any indenture, mortgage, deed of
          trust, credit agreement, lease or other instrument to which Borrower
          or Guarantor or any of their property is bound, and do not conflict
          with or result in a breach of or constitute a default under any such
          instrument.

          Neither Borrower nor Guarantor is in default, in any respect which
          materially and adversely affects their business, properties,
          operations or condition, financial or otherwise, under any indenture,
          mortgage, deed of trust, contract, agreement or other instrument to
          which Borrower or Guarantor is a party or by which they are bound,
          nor, in any respect which materially and adversely affects their
          business, properties, operations or condition, financial or otherwise
          any order, writ, injunction, judgment, decree or any statute, rule or
          regulation.

     6.   Borrower will promptly pay or will cause to be paid all reasonable
          legal costs and fees incurred by Bank in connection with the
          preparation of this First Amendment.

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     7.   Section 6.11 (a) (i) and (ii) entitled FINANCIAL RATIOS is hereby
          deleted in its entirety.

     8.   Section 7.4 entitled DIVIDENDS. DISTRIBUTION. REDEMPTIONS is hereby
          deleted in its entirety.

     Except as hereinabove stated, the terms and conditions of the Agreement
shall remain unchanged and in full force and effect and be binding upon Borrower
and Bank as though set forth herein at length, and nothing herein contained
shall be construed as a novation of the debt.

     THUS DONE AND PASSED on the 15th of March, 2004, in the City of Boston,
State of Massachusetts in the presence of the undersigned witnesses who hereunto
sign their names with the Mortgagor and me, Notary, after due reading of the
whole.

WITNESSES:                        BORROWER
                                  ROYAL SONESTA, INC
/S/                               BY: /S/
----------------------                -----------------------------------
Peter J. Sonnabend                Name:  Boy van Riel
                                  Title: Vice President & Treasurer
/S/
----------------------
David Rakouskas                   GUARANTOR
                                  SONESTA INTERNATIONAL HOTELS
                                  CORPORATION
                                  BY: /S/
                                      -----------------------------------
                                  Name:  Boy van Riel
                                  Title: Vice President & Treasurer
                       -----------------------------------------
                                  BAR #
                                       ----------------
                                  NOTARY PUBLIC /S/
                                                -------------------------
                                                Karen K. Pettiford
                       MY COMMISSION EXPIRES ON 4/2/2010
                                                ------------

     THUS DONE AND PASSED on the 15th of March, 2004, in the city of New
Orleans, State of Louisiana, in the presence of the undersigned witnesses who
hereunto sign their names with the Mortgagor and me, Notary, after due reading
of the whole.

WITNESSES:                        BANK
                                  HIBERNIA NATIONAL BANK
/S/                               BY: /S/
----------------------                -----------------------------------
Christine Ricouard                Name:  Andrew B. Booth
                                         --------------------------------
                                  Title: Vice President
                                         --------------------------------
/S/
----------------------
Brian Page

                       /S/
                       -----------------------------------------
                                   KATHLEEN S. PLEMER
                                      NOTARY PUBLIC
                                       BAR # 11003
                              MY COMMISSION ISSUED FOR LIFE

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